NOTICE OF MODIFICATION

1. The companies listed in the schedule to this notice have been granted licences and statements of national regulatory provisions (SNRPs) to operate railway assets under section 8 of the Railways Act 1993 (the Act) or regulation 10 and schedule 4 of the Railway (Licensing of Railway Undertakings) Regulations 2005 (the Regulations).

2. In accordance with section 12(2) of the Act and regulation 13(2) of the Regulations, on 2 February 2006, the Office of Rail Regulation (ORR) gave notice of its proposal to modify certain licences and SNRPs. The notice required any representations or objections to the modification to be made on or before 2 March 2006.

3. ORR has considered the representations or objections which were received during the consultation period and which were not withdrawn. On 30 March 2007 we issued a notice of modification that affected 50 licence and SNRP holders.

4. The licence and SNRP holders listed in the schedule to this notice have consented to the proposed modifications since March 2007.

Modification

5. Under section 12(1) of the Act and regulation 13(1) of the Regulations and with the consent of the licence and SNRP holders, I hereby modify the licences and SNRPs listed in the schedule to this notice by making the modifications set out, with effect from today.

Yours sincerely

John Larkinson The ORR is modifying the licences and SNRPs set out in column [1-4] of Schedules 1 and 2 below in the following respects:

1. The text of the licences and SNRPs set out in column [4] below, held by the companies set out in columns [1] and [2] below, will be modified by the text of the model licences and model SNRPs referred to in column [5] below. The model licences and model SNRPs mentioned in column [5] are those originally published on the ORR website on 18 January 2006, with minor amendments made following consultation. A pdf of these model licences can now be viewed at: http://www.rail-reg.gov.uk/server/show/nav.1857

2. The company name (Column [1]) and company number (Column [2]) of the licence holder/SNRP holder will be inserted into the appropriate place in Part 1 - Scope of the new model licence/SNRP.

3. Where the licence was originally granted by the Secretary of State and it has not been transposed to an SNRP, references to the “Office of Rail Regulation” in Part I - Scope will be replaced with “the Secretary of State” and the first reference to “ORR” thereafter will be replaced with “the Office of Rail Regulation (“ORR”)”. In addition, for licences in which the Secretary of State currently retains revocation powers, references to “ORR” in Part IV - Revocation shall be replaced with references to “the Secretary of State”, references to “the appropriate franchising authority” shall be replaced with references to “ORR” and the phrase “where the licence holder is a franchise operator” shall be removed, wherever appropriate. Licences granted by the Secretary of State are identified with the symbol § in Column [3].

4. The dates on which the original licence was granted and came into force shall be inserted into Part I – Scope of the new model licence/SNRP where appropriate.

5. Where appropriate, the details of a Station or Light Maintenance Depot (LMD) authorised by a licence listed in column [4] shall be inserted into the Schedule of the new model licence listed in column [5].

6. In addition, ORR is modifying the licences and SNRPs set out in column [1-4] of Schedule 2 by the further specific modifications listed in column [6] of Schedule 2. In column [6], a reference to an “old” condition is a reference to a condition in the licence/SNRP listed in column [4].

7. Explanatory Notes are being added at the end of the relevant Station and LMD licences listed in Schedules 1 and 2. These detail how content previously in Part 1 of those licences is being moved to Condition 16 and Part IV. | Licence Holder | Company number | Date originally granted | Type of licence/SNRP | New model licence/SNRP | |--------------------------------------|----------------|-------------------------|----------------------|------------------------| | Direct Rail Services Limited | 03020822 | 14.09.1998 | LMD | Model LMD licence | | | | 12.12.1995 § | Non-passenger licence| Model non-passenger licence | | | | 01.12.2000 | Network | Model network licence | | | | 12.12.1995 | Freight SNRP | Model freight SNRP | | West Coast Train Care Limited | 03602374 | 19.02.1999 | LMD | Model LMD licence | | [1] Licence Holder | [2] Company number | [3] Date originally granted | [4] Type of licence/SNRP | [5] New model licence | [6] New model licence/SNRP | |------------------------------------------|--------------------|------------------------------|--------------------------|-----------------------|---------------------------| | Direct Rail Services Limited | 03020822 | 09.10.1997§ | Passenger SNRP (Charter) | Model passenger SNRP | Omit model Condition 3: Through Tickets and Network Benefits. Replace model Condition 4: Timetabling with old condition 12: Timetabling. In this Condition replace “Railtrack PLC” with “Network Rail”. Omit model Condition 7: Liaison with the RPC and LTUC. Insert old Condition 10: Restrictions on Certain Activities by the Licence Holder as Condition 17: Restrictions on Activities. In this Condition replace “regulator” with “ORR” and “tram” with “train”. Condition 10 was inserted into the original licence on 9 October 1997 | | Tube Lines Limited (formerly Infraco JNP Limited) | 03923425 | 10.09.2002 | Non-passenger licence | Model non-passenger licence | Omit model Condition 8: RSSB Membership. |